The Boy Who Sneaks In Through Her Bedroom Window
by my love addiction
Summary: It was complicated, it was heartbreaking, it was a series of calamities. But it was natural, it was passionate, it was infallible. Him, the silent and brilliant rebel, her, the dynamic and bright overachiever; opposites attracting. What they went through could've been just a round of high school crush drama. But it wasn't. It never was, even from the beginning. TASM Universe. AU.
1. Unexplainable

**Okay, so here's something I've been thinking of for a while. Short. Influenced by songs...that I should give credit for, but I'm too lazy to do so. Story comes from an outsider's POV, except a very insightful outsider. Like getting in their heads insightful. I try to be realistic but why when dreaming is so much better? Keep dreaming, even if it breaks your heart.**

**Third person POV. AU, I guess. Pre, during, and post-movie. NO RELEVANCE TO OTHER STORIES. The tenses will change from past to present, just saying.**

**I also want to thank everyone who reviewed and expressed their feelings about whether I should continue my multi-chapter ASM story. And I will be continuing. Thank you.**

_Summary: It was complicated, it was heartbreaking, it was a series of calamities. But it was natural, it was passionate, it was infallible. Him, the silent and brilliant rebel, her, the dynamic and bright overachiever; opposites attracting. What they went through could've been just a round of high school crush drama. But it wasn't. It never was, even from the beginning._

~At 4 Hours and 12 Minutes To Go~

"Rick!"

Richard Parker flinched as his wife moaned and held on to the dashboard tighter. Mary Parker's excessive clenching and cold, enraged glares shook him to the bone, far surpassing any mad experiment he's worked on or any wild conflict he's heard of. But that's nothing compared to the verbal abuse.

"Oh, god dammit...oh, no. Richard- oh, you mother fu-"

"I'm going as fast as I can, honey!" he reasoned.

"Just drive faster!" she screamed, suddenly haunching over her distended stomach. Richard glanced at her through the corner of his eye. She said earlier that it was all his fault, but hey, _she_ was the one who wanted a baby.

Being a scientist, and a special one at that, meant that there were a million and one risks possible that could not only expose him but his family as well. The stress and pressure enough was enough to drive him up the wall, and a baby on top of that...Let's just say the pregnancy was the final breakpoint for him to buy that lake house.

"Rick, I swear he's coming now-"

"We'll be there soon, Mary, I promise."

"RICK-"

"We'll get there-"

_Whoop-whoop!_

Red and blue flashing lights came out of nowhere, casting a sickly glow on the two Parkers as they shine into the car. Mary turned to Richard right as he paled

"Hell, no-"

Gulping profusely, Richard swerved out of the usual 11 p.m. traffic and pulled over to the side of 36th Street. They were so close, too; St. John's hospital was just three blocks down, two blocks over. Mary stiffened again as another contraction wracked through her body, sending waves of pain to every single one of her living cells. Why did she ever agree to a baby in the first place?

There was a knock on the window, causing Richard to jump. He slowly cranked open the old window and flashed a weak smile at the police officer.

"Can I help you, Officer...?"

"Stacy," the man replied, flexing his gloved hand before he took out a pen from his jacket pocket. The cool November night air breezed into the car and Mary shivered. Officer Stacy glanced at her briefly.

"Did you know you were going 45 in a 25 zone?" Richard opened his mouth to speak, but the officer cut him off. "Licence and registration, please." Richard fished it out of his pocket and handed it to Stacy hurriedly, earning a glare. Mary moaned as yet another contraction washed through, and Richard grimaced, sparing her a quick, worried look.

"Officer Stacy, do you think I could come down to the station later to get my ticket? My wife's kind of...well, if I don't get her where she needs to be, you might be taking her in for murder."

Stacy smiled very briefly, writing something down on his notepad, then looked back at Mary. After a quick moment of observing, Stacy curtly nodded his head understandingly. He rolled his eyes a little and snapped his notepad shut.

"Alright, Mr. Parker," he said gruffly, handing back his license. "Forget it. You're just lucky I've got one on its way, too. At least try to go slower, though, okay?" With another flash of a sincere smile, Officer Stacy patted the car's top and headed back to his squad vehicle just as the first snowflakes started to fall.

10 days later, as tiny Peter Parker lay cradled in his mother's arms contentedly, Richard came into the living room with a package. Mary asked who it was from.

"The Stacys...do we know any Stacys?"

They exchanged shrugs but enjoyed their gift of baby bibs and toy cars all the same, oblivious to the lives they along with Officer Stacy just entangled: their children's.

~At 7 Years~

The playgrounds were packed, the teachers were standing with their eyes shielded against the sun, gossiping amongst themselves, and girls and boys were entering that phase where suddenly the girls had been diagnosed with a disease named 'cooties,' and the boys became too obsessed with war-like video games and football. Most boys wanted nothing to do with any of the females, the bratty whiners, and most girls wanted nothing to do with any of the males, the disgusting monsters. Exception of two: _them._

His young age blamed it on curiosity and amusement while hers pointed the finger at him as the instigator of her investigations about the opposite gender. Him, with his holey V-necks, soft-spoken demeanor, and constantly confused eyes. He was different from the others, very unlike Eugene Thompson who had just gotten into going around and having kids call him by the name 'Flash,' whatever that meant. And if they didn't, they'd be sent to the nurse with a black eye while 'Flash' got a call home. _She_ called him by Flash, but it was an action simply fueled by the want to understand why he hated the name Eugene and felt compelled to change it to something as moronic and daft as 'Flash.'

Unlike Flash and his followers, which was why she noticed him in the first place, Peter Parker was often shy and reserved, staying mostly to himself as if he was too guilty to trouble someone with his presence. There was something about him, though, that was the real kicker as to why Gwen Stacy was so drawn to him; he had an aura of having once been just like Flash and his posse, with their parents that picked them up with big smiles and hugs after school, or their never-ending supply of new shoes, or their full and content appearances.

Gwen, even at an early age, could see the ghost of it in his smile, if she ever got the privelage to see it. But now he screamed ALONE and DEPRIVED in big, bold words. Sometimes DISAPPOINTED was in there as well. And always CONFUSED.

She had thought about asking him - what was his big deal? Why wasn't he out playing with the other kids? Gwen was a thinker and didn't stop until she got answers, and explainable ones, too, but she soon discovered that this Peter Parker was special, or unordinary, to say the least, and by far the hardest person she had ever tried to figure out. Gwen, even at an early age, could see that this boy would become something bigger than Flash and his cronies, though. As she observed him, however, she always seemed to overlook a very big detail: he watched her back.

Like said before, he watched because of curiosity and slight amusement (the things they _talked_ about - Barbies and fairies and tea parties. _Tea parties._). She just happened to be the girl he randomly chose to examine.

He should've picked another girl, however, because Gwen Stacy did not fufill the status quo that Peter had set for the girls of Ms. Kallihan's 1st grade class, room 202. Gwen Stacy, he revealed with mild bewilderment, liked to _read_, just like him, and no interest whatsoever in the color dress her Malibu Barbie should wear. Peter had never found any entertainment in throwing a ball around, but rather sought after a story plot that contained bad guys and good guys and girls who weren't as bratty as they were in real life. He searched for an exit from his life, be it a brief five minutes or hours long, and kicking a ball into a goal just simply couldn't do that.

And this Gwen Stacy shared the same feelings.

So maybe girls weren't as stupid and pointless as Flash kept telling everyone - except when has he ever listened to Flash?

And yes, he was young, but Peter couldn't help being struck dumb whenever he was near her. One of the first things he noticed about her was that she glowed with a serenity so powerful, it was almost contagious. When given the word 'angel' in the 1st grade spelling bee, she popped into his head so suddenly that he stumbled over the letters and lost - to her. There really was no synonym for Gwen Stacy, except for maybe 'angel'.

Without planning or arranging or consciously collaborating, they switched off every day for watches. Peter would watch her read at recess, then the next day Gwen would watch him draw pictures in the mud and read at recess, too. Simple and easy.

It was Peter's day to watch, that sunny afternoon when everything changed like planned but unknowingly and whether for better or worse, that remained unknown, too. It was one of those days that screamed everything was relaxed and okay, which naturally put almost-OCD Gwen Stacy over the edge. First, she lost her book page. Second, the teacher paid no attention to her raised hand. And third, she stepped in a muddy puddle right as recess started. For the first time ever, Gwen Stacy wanted to cry - _at school._ And _boy, oh boy _Hannah Graceland was getting on her nerves.

Gwen and Hannah...never really worked out, the former being too realistic, the latter being too demanding, and both being too stubborn. Verbal brawls would break out between the two even though Gwen was a very mild-mannered person and usually stayed calm in tight situations; Hannah just brought out the worst in her, that must've been it. A shadow loomed over Gwen, darkening her page of Judy Blume's classic, _Double Fudge. _She loolked up irritatedley, her eyes getting clouded over as soon as they landed on Hannah.

"What do you want?" Gwen asked impatiently, eyes flickering down to her book and back every few seconds.

Peter, having been playing with woodchips not too far away, lifted his head at the sound of Gwen's tone in her voice: pure dislike, maybe even going as far as hatred. From his watching and his experiences, he felt as if he knew Gwen Stacy fairly well, so it was safe to say that this was not her; this was not the open and friendly girl that smiled at him every morning as a greeting, around the same time he got off the bus while all of the other kids got out of their cars. She was the different girl, the one that actually studied for spelling tests and tried her hardest to color inside the lines. She was the only girl who would even look at him.

Brushing the dirt off his hands, Peter stood up, the woodchips piled in his shirt tumbling out.

"Come play with us," Hannah said imposingly, but Gwen barely flinched. She folded the corner of her page down almost reverently, then closed the book shut with a sharp snap and eyed Hannah down.

"No thanks."

"But you just closed your book."

"I have to go talk to the teacher about my test," Gwen's high pitched, sweet voice answered. Hannah looked abashed at Gwen's refusal.

"Why?"

"I need to study the words some more."

"Gwen Stacy, the nerd!" Hannah cackled. "Are you a nerd because you don't have any friends so you read, or do you not have any friends 'cause you're a nerd and you read?"

To Peter's surprise, Gwen flushed an alarming red, and he took an involuntary step towards her. Hannah Graceland was practically the boy version of Flash; she was viewed as perfect and almost always got her way. But Peter wouldn't let Hannah change his Gwen. She _is_ his, ever since he started watching – no, _PROTECTING _- her.

"I'm not a nerd," she cried out shrilly, standing up. Hannah laughed.

"Yes you are; Gwenny's a nerdy!"

"Hannah!"

"Nerd, nerd, nerd!"

"Stop it, Hannah, I'm not a-"

"What's wrong with being a nerd?" Peter said, coming up next to Hannah. Hannah turned to him, shocked, a disgusted look on her face.

"I wasn't talking to _you_, Peter Parker," Hannah snarled. "Go and play in the dirt and _stay out of it._"

"Hey, don't be mean to him!" Gwen shouted, raising her chin defiantly in the air. She took Peter's arm and dragged him next to her, giving Peter a sinking feeling in his stomach - but the good kind. Hannah glared at the two of them, flinging daggers with her hazel eyes. Finally, she huffed and stomped her foot.

"Fine, you two nerds play together!" she said, turning on her heel - slipping a little on the woodchips - and marched off in the direction of her friends. Gwen stared after her, not letting go of Peter's arm until Hannah was out of sight. Peter opened his mouth to say something, but - like always - nothing slipped out. Gwen smiled at him.

"Thanks, Peter," she hummed gratefully, picking up her book. With one last half-curious, half-appreciated look, Gwen headed towards Ms. Kallihan, ponytail swinging behind her in an almost hypnotic fashion. But in that instant, he realized that her and him...they were different. In the same way. (If that somehow made sense.) And as being different people together, maybe - _maybe_ - it was his responsibility to look after her, because it didn't look like anyone else was going to watch out for her. Yes, he was young, but the overwhelming urge to walk with her was hard to miss, even for a seven year old.

Gwen wondered idly, as she approached Ms. Kallihan, why she felt so happy that Peter Parker, the boy she's watched for a while now, suddenly acknowledged her and stood up for her. Could the answer also be the reason as to why she'd like to just turn around and run back to him so they could play together? But Ms. Kallihan spotted her before she could even look behind her.

"Yes, Gwen?"

Peter didn't talk to her after that for quite some time, probably due to the progressing crush he had developed instantly on this girl, or so his blush explained.

~At 11 Years~

Finally, that dreaded but necessary phase wore off, and guys and girls began mingling together casually on the playground or by the swings. Now, girls would style their hair differently every day, often capturing the attention of one boy or another, and the same with the guys. Exception of two: _them._

By now, Peter's crush had intensified into something shy of a bashful and almost guilty obsession. The blush that would leap across his cheeks every time she even remotely looked his way, whether it be the teacher or a friend or the lunch menu which was always behind him as he constantly sat in the back of class, nearly gave him away each time. It was just those blue eyes, placed by God's personal hand on her face that was carved by heaven's sculptors.

She wasn't the prettiest in class, though; that title belonged to Mary Jane Watson. She wasn't even the second prettiest; Sarah Fields held that position tightly. No, Gwen Stacy was probably the third prettiest, but that didn't matter; she was the most beautiful human being _he _had ever seen, and that was good enough.

He hadn't forgotten what happened in the first grade – how could he? That attraction towards her had never faded away. So he continued to watch.

Gwen had been busy. Come third grade, suddenly friends and leisure books seemed childish and a little pointless. She put away those childish things, and left the kingdom of childhood, entering the realm of multiplication tables and fractions and – _thank you_ – science classes. They entertained her enough to the point where she didn't care if she sat alone at lunch or didn't have anyone to email over the weekends.

Except she had always been a very charismatic girl, and when a small encounter with Mary Jane Watson happened quite spontaneously over free time in the fourth grade, she was suddenly sucked into a group of people Gwen had originally thought to be shallow and self-centered, but instead were pleasant and amusing to talk to. With them, she learned the advantages of headbands to keep loose hairs back and the perks of wearing skirts and what they did to her legs and how to correctly operate a mascara brush. Gwen finally felt welcomed and accepted as the nerd, and her friends just helped her out a bit.

What with her schoolwork and speech club and her friends, she barely had time for anything else. Being almost-OCD Gwen Stacy, she had generated a schedule she followed strictly, sticking to each time slot until fulfilled and nearly ripping her hair out if something went wrong. But somehow, although she never wrote it down, she found time each day right around lunch to watch him.

He was one of very few boys who didn't go through an awkward stage. In fact, it might've just been him and Flash Thompson. He had been small and skinny to start with, but as he grew, he only seemed to stretch – not expand. He passed broad-shouldered Flash around the end of fourth grade yet it looked as if he never gained a single pound. She worried – just a little bit – if he ever ate.

Gwen never really noticed before, being five years old and whatnot, but he had been sort of kind of…cute. And now…well, he might have been a contender with Flash, if he wasn't such a wallflower and hated being put on the spot. Sometimes she wished he would talk to her again. They used to talk a little bit in second grade when they had been placed next to each other on the seating chart, and she had always found herself smiling and even laughing; he was funny. But when third grade rolled in and they had been split between two classes, all contact disappeared.

She hadn't forgotten what happened in the first grade – how could she? The attraction towards him never faded away. So she continued to watch.

They both had developed their own interests. Her, a keen liking to public speaking; him, an extraordinary penchant in photography. So she joined speech club. And he took pictures of unsuspecting people. She went all out gave it her best to win a debate. He daydreamed in class what it would be like if his pictures were famous. She got an award for first place in a speech club meet. He got his first camera from his uncle.

Her, the worker. Him, the dreamer.

Summer was drawing near for the fifth graders. May brought sunshine with straggling clouds blowing in every once in a while. Things were starting to wind down. All the tests had been done and submitted, and the educational atmosphere had long since dwindled away. But like all classes, the end-of-the-year reflections were enforced and their fifth grade teacher asked them to share.

_Is there anything different about you? _one of the questions asked. _Do you like to do new things? Do you have any new interests? _

Yes, Peter wrote, nodding his head fractionally, thankful that the bell was about to ring and he might not have exchange answers with others. He wasn't good with words. Yes, Gwen scrawled in her loopy, neat handwriting, one of her toes tapping impatiently on the floor. She would rather be talking about these questions; not writing down her answers. She was good with words.

_Like what?_

Photography, he scribbled. Chemistry, she marked.

_Have you made any new friends?_

No.

Yes.

_Would you like to be friends with someone in particular?_

Yes.

Yes.

_Who?_

…Gwen Stacy.

…Peter Parker.

_How would you try to become friends with them?_

I'd show them my pictures.

I would help him speak up in class.

_Do you have any regrets? If so, what are you regretting?_

Yes. I wish I would've talked more.

Yes, I would have liked to talk to someone that I didn't talk to at all this year.

_What's your goal going to be when you get into middle school? High school?_

In middle school, I will join a photography club. In high school, I will learn more science and take more pictures.

In middle school, I will earn the best grades I can and focus on my schoolwork. In high school, I will be student body president and help other kids and be on the speech team.

_What would you like to be when you grow up?_

I want to be a professional photographer and take pictures of science stuff.

I would like to be a scientist or maybe a doctor.

"Time to share answers, you guys!" the teacher called out. The students got up from their chairs, Peter rather reluctantly, Gwen rather enthusiastically, and spread out around the room, some students coming up to others. Peter mostly stayed in the corner with pretty much his only friend, Harry Osborn. Harry was never at school much, though, so they weren't exactly _good _friends. Still, company is company.

Gwen, on the other hand, was bouncing around the room, talking to every person she passed. She was approaching Peter fast, the person who she most wanted to talk to; it was _years _since…

But before she could step up to him while he quietly talked with that one kid who was never around, Flash Thompson intervened in her path and advanced on Peter first.

"Let's see what you've got, Parker," Flash drawled, leaning against a desk. Gwen came up behind him, head down as she casually waited to talk next. She had already spoken to everyone else.

"What do you mean, Flash?"

Flash was just messing with him, he knew it. Flash always messed with him, especially when Harry wasn't around. So you would've thought he might've been left alone – and on the last day of school – but Flash Thompson didn't cut people breaks, and especially not scrawny Peter Parker.

"Come on, let's hear your answers."

"I don't think you really want to know what I wrote," Peter mumbled, looking down at his sheet.

"Fine, I'll see for myself-" Flash snatched the paper from Peter's hands, and ignoring Peter's and Harry's protests, begins to read loudly.

"Peter Parker tried new things this year, and discovered that he liked _photography_-" Flash began in a fake proper accent. Harry tried to take the paper back, but Flash held it out of his reach. Gwen watched silently with wide eyes, mind whirling with options of what she could do. She saw Peter try to make a secretive grab, but Flash pulled it out of the way just in time.

"Peter Parker also did not make any new friends."

A few kids surrounding the three struggling boys laughed. Flash smiled at them all, breaking free of Harry's hold and weaving through the desks. The teacher had only just left for the bathrooms a minute ago.

"But Peter Parker would like to be friends with someone…" He trailed off, a slow, sinister smile crossing his face as he read the next answer. Peter, on the opposite side of the desk separating him and Flash, gulped and made a futile swipe for the paper. Please no…please, _please_ no-

"And her name's Gwen Stacy."

The crowd erupted into fits of laughter and squeals and jeers. Girls pointed and snickers, guys hooted and chortled. Like poor Peter Parker would ever get gorgeous Gwen Stacy. Peter's ears burned red and he seized his paper from Flash's hands as Flash was momentarily distracted by the reaction he got. But nobody noticed Gwen Stacy.

The color had drained from her face, and she stood paralyzed next to Peter's desk. Peter stalked off into the corner of the room again, Harry trailing after him. She refused to look at anybody but the floor, and when the teacher came in, the laughing ceased and people dispersed again, idly chit-chatting with one another.

It wasn't until the end of class when they were the only two left in the coatroom, putting the last of their supplies into their bag and working silently two lockers down from each other to stuff everything in. At the same time, they slammed their doors shut. She needed to say something; she should say that she wanted to be friends with him, too, and Flash and those other kids were just idiot jerks. She blocked his way out the door, and he stood awkwardly waiting for her to go. Gwen opened her mouth –

But then her heart started beating frantically, like whenever her father would miss dinner without calling, and then her and her brothers and her mom would wait silently in the living room until he would walk through the door, sweat on his forehead and looking extremely exhausted, yet unharmed. Her heart would beat so fast and so furiously. Like now.

Peter looked at her briefly, just a fleeting glance. Gwen opened her mouth even further, but the heartbeats drowned out the words she had produced in her mind, and she ducked her head, stepping to the side so he could pass her. He did.

For once, Gwen Stacy was not good with words – the boy made her speechless – and thus began the infatuation she had on Peter Parker.

~At 15 Years~

Not much to be said. She grew up, he grew up. Middle school passed and now came the seriousness. She had long ago left the kingdom of childhood, but he wasn't quite yet finished.

She pushed elementary school memories away, focusing on grades and making new memories as one of the best debaters the Midtown Science Panthers have ever seen. She's also had a nice insight when it comes to chemistry, which would look great on her college applications.

He pushed most of elementary school memories away, too. Flash's excessive teasing and bullying, Uncle Ben's floundering for a new job, and embarrassing periods where having no friends meant trips to the guidance counselor. But in high school, nobody was concerned if he sat with somebody at lunch or not. Nobody paid any attention to him if he sat in the back of class with his hood up and skateboard rolling gently across the floor underneath his foot. Nobody looked at him if he plucked up enough courage to speak out in class, giving the teacher the correct answer when the past seven students couldn't. His secret brilliant grades would look good on a college application, but he didn't know if photographer for the school newspaper would.

Peter didn't push away the first grade memory, though – how could he? The attraction towards her had never faded away. But he didn't watch any more.

There was one thing that people noticed; crushes, or attractions, or inclinations on other people. Somehow, somebody would know that Peter Parker had a bashful, guilty obsession towards Gwen Stacy, and words always spread like wildfire across a prairie in the halls. That was all that anybody was interested: who liked who, who was dating who, and who was getting laid.

So he had to let her go, sometimes stealing himself a look or prolonged glance. She never looked back, and that was when he knew she had moved on. In his mind, she'd always be his because he was the one who only ever understood her. But in the real world, guys gazed at her like she was Adrian Peterson: with awe, respect, and admiration.

She was infallible and beautiful and smart and – and not his.

No, she would not look back at him just because something happened in fifth grade that made him trigger something inside of her. She had used the separation from him in middle school as a way to prepare herself for high school. She would work hard in class and be involved educationally. She would not turn into a Mary Jane clone, even though Mary Jane was probably her closest friend; she would not be tripping over her homework as she pines after a boy. That was not her.

So, yes, Peter Parker did turn up every once in a while, with a small, goofy smile, camera slung around his neck, skateboard in his grip, Harry Osborn dutifully by his side. And, yes, Gwen couldn't help but look – _glance_ – at him, the boy that sort of kind of brought out the real girl in her. But then she'd look away because she's better than that; she's stronger.

Elementary memories be damned.

~At 17 Years~

Flash has been around for a while, sneaking up on Peter when he least expects it. But Peter's not dumb; he knows the routine. Ever since Harry Osborn moved away, he's been alone to endure Flash all by himself. Harry had been a good enough friend to make up for others, so Peter hadn't tried bothering to make others. He wish he had, though, because now he's Flash's personal target. Whatever.

Not all students live the glory days in their senior year.

But Gwen's one of them.

Captain of debate team, candidate for student body president, shoe-in for valedictorian, top of all classes, and head intern to Dr. Curtis Connors, Herpetologist, at OsCorp. _OsCorp. _Oh, the glory days.

Yet, there's a nagging feeling in her mind and in her gut that keeps telling her that she isn't living the glory days; she isn't fulfilling high school the way it was meant to be fulfilled. Something's missing. And she knows exactly what it is. So she tried it with Flash – worst decision she could possibly make. It gives her shivers each time she thinks about it, that horrible date. Except when she felt bad after telling Flash the date wasn't going well, she recommended Mary Jane. At least somebody got something good out of the almost-suicidal event; Flash and Mary Jane have been an item since May.

But it's September, now, and she's in her senior year, boyfriendless and alone – except, screw 'em. She doesn't need a guy. She can get one later. (The nagging feeling in her stomach strengthens as the first week of school passes.) That god-awful date also landed her weekly 'study sessions' with Flash (it's really her tutoring him), so that filled up her schedule, leaving free time unreachable, and when Gwen had despised free time before, Gwen would really like free time for her senior year.

Should she have felt guilty when she found out that _he _was in nearly all of her classes during the second week of school? But it's her fault he sits in the back corner with his head down, sometimes his hood up, messy hair just peeking out from underneath. For a split second, Gwen wonders what it would feel like as she gives him a quick look one day in class. It looks soft…and thick. Her finger twitches slightly as she thinks about running her hands through it.

On the first day of school, he finds out she's in all of his classes, give or take a couple. It's not hard to miss the blonde ponytail and the modestly short skirts. He doesn't like to think of it as pining, though; it's been too long for that. He'd rather think of it as lingering thoughts about her. ("Oh, yes," a small voice in his head would say, "because you've been through so much together.")

Another thing he notices is that her locker is so very, _very _close to his. And she also has the same lunch hour. And she also could be seen talking with Flash – a lot.

Peter had heard about their failure of a date, but of course no one actually went up to him and talked about it. Hello, social outcast, here? What he had heard could be false; maybe Gwen and Flash are actually cozier than he thought they were. This causes almost an angry, rebellious streak in him.

Suddenly, he doesn't have the tolerance – or temper – to deal with Flash's insults and teasing. He talks back, he plays the smart-ass, and not just with Flash – with the teachers, too. Sometimes the day ends where he stalks down to the office to retrieve his skateboard, which had been confiscated by a teacher as he glided down the halls on it. Other times he might get reprimanded by a teacher for misconduct with Flash.

The highlights of his days might be photography class, one of the two classes he doesn't have with Gwen, or yearbook club at the end of the day. It's his responsibility to take photos of all of the clubs and teams. When he had to take a picture of the debate team, he had to always remind himself that Gwen wasn't smiling at him; she was smiling at the camera. _Not him._

But he still saved the photo to his desktop, anyway.

And with her around constantly, and his camera always hanging from his neck, sometimes – in a non-stalkerish way – he'd maybe covertly snap a photo. He would blame it on the lighting; it just really made her look good, there. (But what was he doing? She always looked good, no matter what lighting.)

:::

Maybe he should've been more careful around Flash. His fist is bigger than he estimated. The pain in his jaw is nearly unbearable; Peter moves it around to make sure it still works – it does, thank _God _– then pushes off the ground just as Flash screams, "Come on, get up, Parker!"

Maybe he shouldn't have listened to Flash. His fist comes out of nowhere again, getting him right in the chest. His sternum vibrates as he falls to the ground, and just when Peter thought it was over, Flash's foot kicks out, colliding painfully with his gut.

"Get up! Come on…come on! Get up!

Oh, yes. He goes slightly cross-eyed as he rolls on his side to look up at him.

"I'm still not taking the picture," he gasps.

"Stay down, Parker!" Flash shouts at him, then turns to the circle of people surrounding them. But Peter has a feeling Flash isn't done with him quite yet. He clutches at his stomach, catching out of the corner of his eye that his bag and camera are scattered on the ground. Someone breaks free of the crowd and steps forward suddenly, their high-heeled boot nearly crushing the camera beneath them, but they side-step it quickly, nearly tripping on his ankle as whoever it is stomps over to Flash.

"Who wants one more?" he can hear Flash yell. The crowd cheers, but one voice stands out from the rest.

"Flash!"

The crowd dies down suddenly, jeers morphing into murmurs and whispers. Peter slowly sits up, testing the workings of his stomach. His arms shake terribly, and a sharp jab at his stomach tells him he might hurl soon. He looks up at his defender, then blinks embarrassedly when he sees the familiar ponytail. Gwen.

"Flash, are we still on for after school today? My house, 3:30?" she says casually, books held tightly in her arms and head cocked to the side innocently. Peter's stomach sinks a little. Maybe he had been right before; maybe Gwen and Flash _are_ closer than he thought. Flash gives a small smirk, the corner of his mouth twitching up.

"Uh-"

"I hope you've been doing your homework. Last time I was…very disappointed in you." Peter's stomach soars again, despite the pain. He almost smiles as he struggles to keep himself off of the ground, looking up at Gwen's and Flash's exchange. She's _tutoring _him.

"He was-"

"No, Flash – how 'bout we go to class? Hmm? How 'bout it?" The bell rings as the words leave her mouth, and he sees Flash roll his eyes.

"Whatever," Flash mumbles, turning in the direction of class. Gwen stands there for a moment, sitting on the sides of her feet, then looks over her shoulder to glance at him. And of course, this takes him by surprise. Just when he's finally getting up, he falls to the ground as his arms loose feeling under her blue eyes. She does that to him.

But then her eyes are gone and her ponytail is swishing behind her back as she makes her way to class. The sun peeks out from behind a cloud to shine on her blonde hair, giving her a god-like glow as she walks purposefully to calculus. Heaven in heels. He reaches instinctively for his camera so he can take the picture, capture the moment and keep it hung up in his room with the other pictures he connects with sentimental value.

His hands grapple for the strap. Somebody passes close to him, and he looks up just as a smirking junior kicks his camera away. Peter groans softly, still breathing heavily as the wind fails to return to him, and picks up his camera. The first thing he sees is damage: loose pieces hanging by wires and something's making a clicking noise. He shuts the back of the camera, licking the embarrassing drool off his chin.

No more picture.

Looking up, he sees Gwen's gone.

Later in class, he slumps into his seat, dumping his bag on the floor next to his seat. Gwen's already there, daintily tapping a pen on her desk with her feet crossed underneath her. Peter glances at the back of her head, then gives a soft sigh. He wraps his arms around his camera protectively, chin resting on the top. He'll have to fix it at home.

Students pile into the classroom, taking their seats. Some girl waves at Gwen, but Gwen ignores her. She felt him sit down behind her. She waits a few seconds until he's settled in before she turns her head to look at him, all the while begging to please get her words right this time. This is the first contact in _years_-

"I thought that was great, what you did out there," she says pointedly. He looks up, a little dazed. She assumes the worst while he's just in shock from her talking to him. "It was stupid," Gwen adds, hoping to make her point clear. "But it was great." He nods slowly, eyes sort of wandering past her and to the floor. She bites her lip briefly.

"You should probably go to the nurse, you might have a concussion."

He blinks at her – is Gwen Stacy actually talking to him? And making sure he's okay? What kind of messed up day is this? Maybe he does have a concussion after all. She smiles at him as if she's suppressing a laugh, and he has an overwhelming urge to smile back.

"What's your name?" she nearly whispers, and his jaw drops open a bit. After all they've been through…(Shut up, tiny voice.)

"You don't know my name?" he barely manages to let out, shaking his head. She gives him a look.

"No, I know your name. I just want to know if you know your name."

She's looking at him expectantly and he purses his lips. So she remembers his name. The question is: does he remember his? What's his name again? He doesn't know; he can't think because she's looking at him and it feels as if he's floating and- Yeah, maybe he has a concussion. He racks his brain for anything. A sunny afternoon on the playground; she's holding his arm…

"Peter," he says softly, his voice maybe cracking just in the slightest. She raises her eyebrows at him, her expectant expression turning into one of mild worry. "Parker," he says more loudly. "Peter Parker."

She smiles and gives a breathy chuckle. "Okay. Okay, good." Producing one last smirk, she turns to the front of the class again as the teacher walks in, and he takes this time to hide his smile. He forces his eyes on the girl in front of him, lips twitching and eyes blinking rapidly. Take it easy, Parker, you guys were just talking.

But then she turns back to him and he looks at her so excitedly he's sure she noticed. "I'd still go to the nurse, though." And because he wants to hold on to his pride – if he even still has it – he speaks up.

"You're Gwen, right?" Idiot – what kind of question is that? You guys have gone to school together for twelve years!

"Gwen Stacy," she confirms, nodding her head. Her pen keeps clicking on her desk.

"All right," he whispers back with a small smile, looking down at his camera again. He notices from the corner of his eyes that she waits a moment before whipping her head back to the front of the room. This time, he can't fight down the smile.

:::

He loves science. He really, honestly does. But of all the excuses he could've come up with, he had to explain to her that he _'loves science'_? Already he knows it's a pathetic answer, and he waits patiently for her to rip off the badge from his jacket and shoo him out the door. But instead, she smiles at him as if holding in an incredulous smile.

"You love science?" she repeats.

"I'm passionate about it," he says in what he hopes is a convincing tone, but she still looks ready to laugh at him.

"So you snuck in-?" The hologram she powered up for the interns to watch finishes and she looks around at them. When she looks at him again, she's a little distraught and worried. "I have to lead this tour group."

"I know," he says quickly.

She takes a step back. "So I'm going to ask you more about this later. Do not get me in trouble." Victory. Wait – victory? He's not in trouble? Gwen's still backing away, looking more and more irritated by the second. He'd never thought in a million years Gwen Stacy would be looking at him like this.

"I promise you I won't."

"Stay with the group," she warns, but it comes out more like a threat. What is he doing here? This was stupid and risky enough in the first place, but no that Gwen's here…He just needs to focus on how to get out of here and stop thinking about Gwen talking to him again. He nods swiftly and walks towards the herd of people, all chatting excitedly about – ugh – science.

"All right, guys? I'm going to take you to the bioreactor room now," Gwen says, pointing to the glass dome behind her. Peter starts to follow, but as soon as Gwen's eyes turn to some other person, he starts backing away. Stupid, stupid idea.

Then the spider bites him, and everything changes again.

He should've stayed with the group.

:::

"She looks familiar," his uncle says in a low voice, nodding his head subtly towards someone behind him. Peter makes a face, his neck craning around to look at whoever his uncle was referring to. Immediately, his eyes land on her; they make eye contact for a split second, but then she turns away, probably embarrassed. Oh, God, no. This probably has to be the first time ever he wished Gwen was far, _far_ away. He ducks his head even further, swinging his foot back and forth softly; Peter can feel the blush coming.

"She's the girl on your computer," he says a little louder. Peter starts shaking his head. "Yeah," his uncle says, a smile forming on the face that had been so serious and so disappointed before. And to his utter horror, Uncle Ben doesn't stop there.

"He's got you on his computer –" Uncle Ben, _no_- "I'm his probation officer."

Oh, he has surely died now.

"Don't forget Aunt May," are his uncle's parting words, leaving Peter to stand awkwardly in the hallway with Gwen Stacy _right behind him._ He tries to play it cool.

"Okay," he shouts after him, then chuckles nervously. "He's a…character. That's my uncle. He – um…he's a pathological liar. He thought you were someone else." Gwen walks up to him, biting her lip as she fights down yet another laugh, aimlessly tapping her fingers on her books. She hopes he doesn't see how flustered and giddy she is. She _shouldn't be_, but she is. She's a girl who knows an innocent guy who has a picture of her. It seems wrong, yes. Forgive her, she's new to the lovey-dovey stuff.

It surprises her when the next words that fall from her mouth are playful ones and she rolls her eyes in mock distress, so very unlike the cool and collected Gwen Stacy she knows. She _really _hopes he can't hear how exultant she is in her voice. "Oh, man, you don't have me on your computer?"

"Yeah, I mean, I have – I took a photo of the debate team and you're in the debate team, so…" She notices he gestures with his hands a lot, obviously trying to cover up for his nervousness. She thinks it's cute.

"Right."

"So, yeah he must've seen – I was touching up stuff."

"Touching up stuff?"

A wide and nervous yet genuine smile stretches across his face and he tilts his head to the side. She can't help but smile back.

"Come on. I was – I was…I'm not gonna answer that."

She's laughing at him, he can see it. He laughs back, but mostly at himself. Of all the things they could be talking about, it had to be sex related? Her nose crinkles up in the cutest way, and he shakes his head, grinding his teeth together. Jesus, Parker.

"Did you get expelled?" she asks once she's calmed down.

"No, no," he says quickly, still smiling even though it's probably time to stop. "I didn't get expelled. I got community service." He probably shouldn't be laughing while he said that. She presses her lips together tightly, then turns away; the least she can do is not laugh in front of his face.

"Um, so- uh, you want to – uh…I don't know. Um…"

"Want to what?"

He exhales – like in defeat – and shakes his head. "I don't know…Just, uh…" Peter looks up at her while biting his lip, inner conflict raging inside of him. "Um…" She smiles at him to go on, but he seems to be at a loss for words.

"I don't know-" he begins suddenly, reaching up to scratch the back of his head. "We could – uh, we could…Or we could do something else, or we could…"

"Oh."

"If you don't feel like, we could-"

"Yeah."

Wait, did he just ask her out? And did she just say yes?

"Yeah?"

"Yeah, either one."

He stares at her openly. "Really?"

"Sure."

Yep, she said yes.

"Okay. All right, good. Sounds good."

"Cool."

"Okay."

She looks up at him, her eye betraying her face; she doesn't know what to do either.

"I – I can't right now, I can't right now."

"Yeah."

"I'm so busy right now."

"Yeah, I know, me too. Ugh." She laughs and looks away again, trying desperately to overpower the smile that's creeping up on her. _He's just asking you out, Stacy; you're okay._ He plays with his hands a little, awkwardly folding his arms at different angles.

"But, uh, maybe, uh…"

"Yeah, just, you know…"

"Some other…"

Now it's her turn to play it cool. He observes her as she holds up her binder and does a little spin, boots sliding across the floor. Peter fails to hold in the laughter.

"Time, all right," she finishes for him, gracefully landing the spin.

"Okay," he laughs.

"Bye."

"All right."

She gives him a look before walking away. Peter watches her go, wringing his wrists absently, a stunned look of happiness on his face. Gwen turns back to look at him, and he can't see her face in the shadows, but something tells him she's smiling, too. Turning around, he skips out of the school. Literally.

:::

He wanted a hug; his uncle was _gone. _He needs a hug. He needs one now. Everyone's staring at him, especially since he just pinned Flash to the lockers. But he doesn't care. He _needs_ to get out of here.

But then there's Gwen, looking beautiful as always, and she says his name and she holds her arms open and he accidentally falls into them. Her arms encircle his neck as he stoops down to her, but he's too numb and stupid and emotionally drained to respond, so he slips out of her embrace, side-stepping her worried eyes, and leaves.

He wishes she would've followed.

But then again, he doesn't.

:::

He didn't know her father was the Captain of the NYPD. So, naturally, he didn't know what he was getting himself into. And his stupid rebellious streak – distantly caused by her (not that he'd ever blame her, though) – makes him talk back and be the smart ass, like every other incident.

She's quiet while they stand on the roof, looking out at the expanse of city in front of them. He wishes he could know what she's thinking, and when he takes a wild guess, he groans softly, and leans his body over the railing. He's not afraid of the height; he's got his watches for that.

Wow, he really messed things up at dinner, didn't he? He should tell her. Tell her the truth about him and what's really going on. She's trustworthy; he knows she is because he knows her. She'd understand. He springs up and faces her.

"I wanna tell you something."

"What happened to your face?"

Wait, what'd she say? He's closer to her than he thought, her face a mere 10 inches from his. Peter smiles at her softly.

"Oh. Heh. Okay."

But then his expression hardens again and he purses his lips. How did he say it?

"I've been-…I've been bitten…" he begins, but trails off. No, that's stupid. She doesn't say anything, though. Not yet. When he finally looks back up at her, she smiles, coming closer and closer.

"So have I…"

Oh, he would just love to lean in-

"Okay…okay okay okay okay okay. I gotta tell you about this one thing, I gotta tell you about this one thing, and it's – it's about the vigilante and the car thief."

Now she's looking up at him like he's crazy, and he knows the damage has been done. Blew his own chance.

"Oh, okay," she breathes, stepping away. "What?" He looks at her, pain and distress clouding his eyes.

"No, no no no no. I don't want to talk about that. Forget that. I won't talk about that. I wanna – I'm gonna talk about me, okay?"

She steps towards him again, making him go slightly cross-eyed. "What about you?"

"It's impo- I-I wish I could just – I can't, it's hard to say."

"Just say it," she pleads breathlessly, her eyes shining up at his a little impatiently and most definitely worried. She worried about him a lot.

"I don't know."

"Say it."

He moves away from her again, leaning over the railing once more. Damn secrets. But this is his identity we're talking about, here. She follows him closely.

"What? What?"

He looks up, the words on the tip of his tongue. _Just say it already!_

"What?" she repeats. He's almost there, he's almost there. He just needs to make his tongue move – but he wusses out and shakes his head back and forth quickly. No, he can't. She snorts softly, then turns away. "Okay, then forget it." Wait, no – he has it.

Impulsively, involuntarily, instinctively, his wrist flicks out and a biocable shoots from him, hitting her right on the side of her waist. She jumps a little and looks down, following the web back to him. Smiling wryly, Peter yanks on it, making her trip over her feet and spin towards him out of control. He catches her forcefully and watches her expression as she rocks back to look at her waist again. The biocable's gone, retracted back into his watch.

They're very close now, but he intended this. Her hands scrape at his neck as she forces air in and out of her lungs vehemently, chest heaving as she comprehends what just happened. Peter's clutches at her waist, loving the feel of her body molded against his. It's like they're puzzle pieces connecting, practically.

She looks up at him, face twisting into one of dignified shock and a little horror. "You…?"

"Shh."

He silences her by pressing his lips to hers, faces mashing together, noses knocking. She seems to resist at first, but another second makes her cave in, and her hands are pulling him closer, and his moves from her waist to her neck. He pushes while she pulls, magnets working together to form the natural.

"You're Spider-Man," she whispers against his lips.

"Shut up," he moans, delving even farther into her mouth. Her fingers tighten around the collar of his jacket, - yes, yes; jacket off – and she opens her mouth to him and he's tingling everywhere-

"Gwen?"

And then it's over, and he goes and saves the people on the bridge.

The next day, she asks him if he's afraid of what he can do. He tells her no because it's his job not to. When she tells him it's not his job at all, he groans inaudibly and rolls his jaw fractionally. It's his job to protect her, but he's not going to explain that to her just yet. So he switches the subject by telling her what an amazing kisser she is.

:::

The injuries he got every night were nothing compared to the three bloody messes of scratches he has crossing his chest. And, _shit_, do they hurt.

"Ugh," he groans as the wet washcloth swipes along the cuts. Gwen halts from her cleaning to look up him, worry dancing in her eyes. Why did she worry so much? But then the tension grows and he has to do something about it. She smirks at him, worry switching to amusement at the sight of his expression.

Ignoring the pain in his abdomen, Peter sits up on, face pulled towards her as if by a gravitational force. His nose bumps hers, eyes silently asking for permission.

"Easy, bug boy," she whispers. Peter chuckles softly.

"What'd you call me?" his voice a mere breath. She doesn't answer, though, face falling as she concentrates on how his lips are in such a close proximity to hers. She's addicted to them, by now. She can't get enough.

"I'll be alright," he whispers, and that's when she freezes.

"No."

But he plows on, following her head wherever it goes, lips trailing after hers excitedly.

"Yes."

"No."

"Yes."

"I know what this is."

"What is it?"

Gwen leans back, putting a delicate hand to his shoulder. "Every day, for as long as I can remember, my father has left every morning and he's put a badge of his chest and strapped a gun to his hip." She blinks at him, blue eyes releasing their force on him. "And every day, for as long as I can remember, I haven't known if he was gonna make it home."

Peter swallows. He understands what she means.

"I got you…okay? Okay?" The tears are forming in her eyes, and they're triggering the ones in his, but he needs to tell her what's going to happen. She deserves to know. "I gotta stop him, though. I have to, 'cause I created him."

"What do you mean?"

"I gave him an equation…that made all this possible…Something my father had been working on, you know. Secretly. Now I realize why he kept it a secret. Point it, this is my responsibility. I have to fix it." The first tear rolls down Gwen's cheek, and she ducks her head embarrassedly.

"Hey," he whispers. "Let's get out of here. Let's just get out of here. Just for a minute." He presses his forehead to hers, goofy, pleading smile on his lips. "Can we?"

Gwen shakes her head. "No."

"Yeah."

"No."

"Yes. Yes."

"No."

"_Yes_."

"If my parents see me leaving, I'm dead." Peter looks at her for a minute, smile growing wider and wider.

"Your parents aren't gonna see you leaving."

She cocks an eyebrow at him, but trusts him anyway, and he pulls on his clothes while she pulls on her coat and they jump off of her railing, her fighting down screams and him smiling with the exhilaration, and just when she thinks they're going to hit the ground, he flicks his wrist and they're soaring and she's smiling and he's smiling and they're happy. And free.

:::

It's not always like that, though.

The lizard comes to school, and Peter follows it to OsCorp where Gwen almost dies and where he almost dies, but then he doesn't because of Captain Stacy. Captain Stacy dies, but they don't like to talk about that. There was a time where he had told Gwen good-bye – for her own safety, it was just better – and because it was the Captain's dying wish. But their lives are so intertwined that it's impossible to tell whose is whose.

So they couldn't stay away from each other – partly because of a freak incident with a masked man that called himself the 'Green Goblin,' and a lot of convincing on Gwen's part. But Peter had been dying inside without her in the first place, so while she's yelling at him in the alleyway he put her in after saving her ass from the Goblin, he groans, cutting her off.

She looks worried again, eyes searching frantically all over his body for any injuries, but he's fine. And she sees this too so she starts yelling again, and again he cuts her off, but this time it's different. Growling a feral noise that's so not him yet _so_ him, Peter throws his mask to the ground and uses both of his watches to capture Gwen with the biocables and drag her towards him.

"Shut up," he breathes as his lips fall onto hers, demanding and rough, yet gentle and passionate and déjàvu washes over the both of them but it's a good kind. Gwen pulls him close while he pushes towards her; magnets working together to create the natural, the expected. Like magnets, they couldn't stay away from each other.

It was never a petty high school crush – it was always something more. They were different, in their own way, therefore they needed each other. They were opposites unable to work unless complied with each other; Beauty and the Beast, Positive and Negative, Pepper and Tony, Gwen and Peter.

It's unsure why they're so connected, but a good guess would be that it all came down to Richard Parker's preference to speed.

It was complicated, it was heartbreaking, it was a series of calamities. But it was natural, it was passionate, it was infallible. Him, the silent and brilliant rebel, her, the dynamic and bright overachiever; opposites attracting, they needed each other. She was his rock to the earth, tying him down, and him, well, he was just the boy who snuck in through her window.

**Thank you. Enjoy.**

**my love addiction**


	2. Inevitable

**Here's the follow up. Thank you for being patient with my stories. I understand what I want to do, now. More from my mulit-chapter soon. Please keep in mind that this is my first M-rated chapter, so reviews are kinda important, but do whatever you want.**

**Third person POV. Post-movie. AU.**

**And I know that putting in song lines is so incredibly cheesy, but I was like, wow, that is so true. Just go with it. (BTW, I absolutely LOVE Grease. Explanations further into the story.)**

**WARNING: Intense chapter. Lots of smut and pointless stuff and passion and buckets full of angst. Just so you know if you can't handle that stuff.**

**Disclaimer: I do not own anything related to The Amazing Spider-Man.**

_**"They didn't agree on much. In fact, they didn't agree on anything. They fought all the time and challenged each other every day. But despite their differences, they had one important thing in common. They were crazy about each other."**_

_**-Nicholas Sparks, The Notebook**_

* * *

Eventually time effaces the Green Goblin incident. And not necessarily in a good way. The city is cleaned up, buildings are repaired, but the pipes are contaminated with rubble and chemicals, leaving half of Midtown's population grubby and disgusting. Norman Osborn - aka Green Goblin - has been thrown into the asylum, totaling OsCorp's employee count there to two, not to mention sullying OsCorp's reputation. They almost shut the whole thing down and laid off hundreds of people, if it wasn't for Tony Stark. But Gwen quit anyway, even when she was offered a permanent job by Tony Stark himself, because she can't handle science anymore and she most definitely can't handle that building anymore.

And was it mentioned that not only was the incident effaced, but the impacts were, too? Like Gwen's rescue and Peter's rendezvous back to her in that alley? Like their argument (well, her-screaming-at-him argument)? Like their - their kiss?

Well, it did. Time washed away all memories of Peter's lips on hers back in that dingy alley because she hasn't felt them since forever. Just when she thinks she can feel them again and smell his scent mixed with blood and sweat, just when her fingers curl around the reminiscence and cling tightly, it vanishes; swings out of her grip like her neighborhood's favorite hero. And it's all his fault.

It really, truly, honestly is.

If he wasn't so damn patriotic and unswerving to her father's dying wish-

But then she'd stumble over the words in her head and beg for an apology from Heaven above (she's sorry, Daddy, she's just so mad he's gone). If there even is a Heaven or a God. Because He sure as hell wasn't there for her when she needed Him to be. Says the absence of her male begetter.

But Peter Parker, founder of her anger and spite and producer of her ticket on an emotional roller-coaster- Why did he have to make their last kiss be _their last kiss? _She had thought it was the conductor of a long train of individual kisses to come, comforting her and finally bringing the peace that she damn well deserves, but instead it turned out to be the caboose. The end of the train of few kisses they've had - which has got to be the smallest train ever on the face of the planet.

But Peter Parker- Why is what you're doing so right yet _oh, so_ wrong? Why is leaving her to herself and her life - strictly without him - so immaculate, yet so illicit? So moral, but so incorrect?

Her mind is free of guilt (it's not like they're coming close to disobeying her father's words), so that's a bonus. But her heart aches so badly, pounding against her chest and throbbing around the sides, making romance movies impossible to sit through (except for The Notebook - always The Notebook), and the Twilight Saga impossible to read (except for New Moon - always New Moon).

(But why she can tolerate only these two works of literature is probably due to the fact that both pathetic heroines are in states of depression because their everythings are gone - and they left by own will. Huh. Sounds kinda familiar.)

Peter effing Parker- Why'd you have to be her Noah? Or her Edward? Why'd you have to be the good boy and leave?

(She at least hopes a Lon or Jacob will be coming her way soon.)

Except that doesn't seem likely when people seem to be avoiding her in general; they turn their eyes down whenever they walk by her on campus or in the halls. They don't invite her to sit with them when they study in the library, or go for coffee. And these are people she's known since forever. She thinks maybe it's the fact that she's lost her father to a terrible accident and everyone at the whole school almost saw her die on live television. Maybe. Either way, she spends lunch alone or with Mary Jane who only shows up twice a week because her schedule is busy, busy, busy with auditions, darling. (Someone help her.) But MJ is her best friend, the first she's ever had and currently the only. Her other best friend left when her boyfriend of three days - _three days_ - did.

He had been her best friend.

He really, truly, honestly had. They just...got each other. Complimented each other without having to say a thing. Completed each other without having to move a muscle. Basic facts.

But now he's gone. Has been gone for a good, solid three months. Not that she's counting. But she is, obviously just so she can use the number when he comes crawling back to her (cue the mental panicking for if he literally _will _crawl or not) and tells her what an idiotic ass-hole he's been and beseeches her to somehow take him back. (Because Peter Parker will come back sometime before hell freezes over.)

In the meantime, though, she's on the hunt for any guy who dares to make eye contact or even glance her way - she's on the hunt for her Lon or Jacob; she knows that the heroines use them in the end, but hey, at least she knows she's using them in the beginning.

So she tries it with Flash again because Mary Jane is _so _over him, and this time, it's not as bad. He makes her laugh while they sit at a cute diner, then teaches her how to throw a three-pointer on the court behind his house. When he invites her inside, she accepts. And they sit and talk on the couch because Flash has more feelings than people think he does and actually cares about his grades and actually cares about leaving not just a sports impact on the school for when he graduates.

And it's all too much for Gwen to take in and she hasn't had any affection from a guy or has hardly touched any guy or kissed any guy since _him_, so when Flash is talking about serving his country, she cuts him off - by pressing her lips to his because a kiss is something designed by nature to stop speech when words become superfluous.

And _oh_, is he different but _oh_, does it feel nice. Calm, rock-hard lips, smooth to the touch. Alleviating all burdens she carries, but only for the moment. Because as soon as the first button of her blouse is undone, she remembers that it isn't _him._

She lets Flash go on with it, anyway.

At school the next day, she's shaking in her boots and last night's memories are still fresh in her mind and fatigue is weighing on her so hard because she didn't sleep AT ALL and each step is painful to take with the dull throbbing still between her legs. And there are whispers everywhere she goes, chasing her down like an oddly muted pack of hungry wolves. But when Flash sidles up next to her after second hour, and takes her hand in his, everything's just a little better because she found her Jacob.

But maybe she should've picked someone else because not only does Peter not show any interest in Gwen's new suitor (except how would she know for sure if she never sees him?), but Mary Jane's avoiding her now, too. This is Mary Jane Watson, drama queen extraordinaire and also her best friend; so she should've known that of course MJ wasn't over Flash. She's never over any guy.

Gwen takes this in stride, though. MJ hasn't gone through one friend without doing something like this to them, shutting them out for a few days over a guy. At least until she gets her hands on a new one. So Gwen sits next to Flash at lunch that same day, and she finds it isn't actually awkward. They don't bring last night up (they're at school and she would still like to try to be decent), but instead talk about why in the world Gwen decided to ditch a job at Stark Expo and slum it for a job as a barista at a Starbucks three blocks up from her apartment. She laughs sincerely - twice.

(_Yeah._)

He asks her out again, tonight; there's a movie about space playing at the old theater off of Broadway, and it's not the Star Wars kind. She tells him no - she has to watch her brothers tonight, but if it's still showing tomorrow, she'd love to.

Date two, round two.

This time in the back of his car because she's thinking about _him_ and needs some kind of way to get to him. Even if it's not his body underneath hers.

By the next morning, she still hasn't slept and she feels a little dirty, both inside and out, but she imagined it was him. Him him him. And she still imagines it was him even when she gets to school at a very early hour because she couldn't stay in her house much longer; she hasn't been able to look her mother in the eyes ever since the first time. It's busy in the hallways now, students running around everywhere, and thoughts of him and her doing the things Flash and her were doing last night swim through her head and she's getting a little warm and she's rounding the corner because the bathroom seems like a good idea, but she collides headlong with someone and falls back. Rubbing her bruised head, she looks up.

A weird sensation washes over her body as soon as her eyes land on his tall, lanky form; something flares up inside of her, something close to what she felt mechanically with Flash last night, but it's mixed with the odd cooling sensation of her blood running cold at the sight of him standing there and so close-

But then she flushes a shade of guilty red because he certainly has to have heard the rumors by now, and she feels a little stupid because she never planned it to get this out of hand if she were ever to confront him again, and she most certainly can't look him in the eyes now.

And suddenly she's being helped up, but it's not by him because he's still standing straight up and gawking at her. When she looks up at whoever's holding her, she catches sight of Flash's stony, cold face. Flash is glaring at him like he wishes knives would fly out of his eyes, and it kind of looks like Peter wishes that, too. His mouth is open like he wants to say something but physically can't, and his eyes swivel back and forth between Flash and her.

She swallows forcefully and rights herself. Technically, she's Flash's now, not his. Flash took _her _– he's her first, and Peter's not, so, technically, there are no ties between them. (But of course there are, because they're Peter and Gwen – they were _made _for each other. What is she thinking?) The thought keeps her strong, face filled with stoicism as she joins Flash's glare directed at Peter.

Heels inappropriate for this kind of January weather (even if it is a warmer season, this year) click-click on the linoleum, heading straight for the three of them staring each other down: Flash's death glare to Peter, Peter's defensive looks back at him, but then also his confused glances towards Gwen, and Gwen's silently powerful, communicating scrutiny.

As much as she wills herself to believe that there is _nothing _between them anymore, she wants to yell at him that this is fake, a hoax. She did this because she needed someone and he wasn't there but Flash was. She wants to yell at him that she thinks about him when her and Flash fool around, and she wishes every second of every minute of every hour that she wasn't in the situation she's in now. And when he looks at her long enough where he might actually have gotten it, the heels come to a stop next to Peter, and there's a sudden ball of red hair hovering near his shoulder: MJ.

She practically throws herself onto him, arms wrapping around his one arm tightly, hand snaking down to lace his fingers with hers. Mary Jane gives a little purr and smiles up at him and the first word that bubbles up on her lips is _Why?_

Of all people they could be with...and it goes for the both of them.

But she was never his to start with, so she can't say anything.

However, revenge is just as sweet as it is a bitch, and Flash takes Gwen's hand, understanding the situation she's in, gives it a brief peck, than tugs her along to her first class.

They pass Peter and Mary Jane, noticing the look of hurt and irritation in MJ's eyes and the dead look in Peter's eyes. Revenge; does a heart good. Swelling with the prospect of getting back at Peter _and _MJ mixes with the deflating of realization that Peter has moved on - and to someone like Mary Jane; whatever chance they had left for them to be together...

Well, hell must've frozen over already.

Her and Flash have almost rounded the corner when Peter turns around, extracting his arm from Mary Jane's grip and reaching out to catch Gwen's hand. Flash, however, doesn't approve of any contact between the two of them because he jerks her out of his orbit. His fingers barely brush the back of her hand, but it's enough to make her heart leap into her throat, very similar to the way her heart chokes her whenever Flash kisses her, but very unlike the feelings behind it.

Flash kissing her (and other things) = scared, guilty anxiety. Peter brushing against her = hatred, passion, love, reminiscence, hatred, sadness, hatred, and love.

(Weird how it works out.)

Gwen whips her head around to look back at him, but as soon as those blue eyes reach his brown ones, she instantly regrets it. She's not the only one feeling hatred. His eyes are seething back at her, brown gone black with the speed of lightning and crackling with electricity fueled by abhorrence. Something inside her clicks, and she knows that he hadn't fully believed the rumors (but are they really rumors when they're true?) until now, until Flash's small form of affection. Her body twitches and she hunches over to protect herself, as if Peter's eyes are strong enough to cut through her and see straight into her soul.

She can almost hear his heart breaking over the shattering of her own – again.

His eyes finally release hers and make a bee-line for Flash's strong fingers wrapped around her thin arm. Probably on instinct, Flash tightens his grip and Gwen's arm starts tingling. Peter opens his mouth to say something, but Mary Jane yanks at his shoulder and he's forced around and Gwen uses this time to escape.

Except hiding in the bathroom won't work forever, and she's forced out of there as soon as the bell rings. And she can't hide from Flash forever. He comes to her apartment a little after dinner that evening, and when she sees it's him through the peep hole, Gwen opens the door slowly, her face a mask of solemnity.

And she tells him she wants to go to another movie, and he nods excitedly, and she grabs her coat and doesn't even call out a good-bye to her mother or siblings. In his sports car, she sits silently and watches out the window as icky sleet empties down on the streets and the buildings and every man-made creation New York houses. But when they pull to a stop in the nearest parking ramp, she pounces on him and they go for round three and round four following immediately after.

She bites her lip to stop herself from calling out _his _name.

They don't snuggle, or cuddle, or anything like that, but rather lay next to each other, breathing erratic and heavy. And then he turns his head to the side to look at her, and asks her if she's his girlfriend. Fighting back tears and swallowing sobs, she nods her head. And she feels so dirty so worthless so _slutty_ for using Flash – who really is a nice guy – and using his body as a way to feel loved again, but not by Flash or anyone else, but by him, and she only achieves this by using imagination. (But she's never had much of that to begin with – Gwen's more of a practical girl.) She's really a terrible person, but he does that to her. His effect on her is so dominant, always leaving her breathless and wanting more and putty in his hands – if he'll even hold her. But the last time he held her was the night she almost died because of the Green Goblin.

And she's staring at Flash again as her mind clears up again and she's reminded that she's not Peter's; she's _Flash's._ So as his new girlfriend, he asks her to the Winter Formal because it's tomorrow night and what better way to show off the two of them and their new relationship?

An excuse pops into her head: _sorry, I can't, I've got to help Dr. Connors on some research._ But Dr. Connors is locked away in a cell next to Norman Osborn's and OsCorp is no more, thanks to Stark, and Gwen remembers that she hates science and can't stand it and wants nothing to do with it – especially cross-species.

(But then again, she wants everything to do with them.)

So she accepts and it's the first time he kisses her, really.

They clean themselves up and then he takes her dress shopping, insisting he pays, and she tells him he can't see the dress, and his smile is so big that she has to smile back because it feels natural and he's comforting even if he's a little big, a little controlling, and a little needy, and not _him_. But then guilt hits her with the force of a semi and there's a tear in her chest and a punch to the gut and she almost doubles over with the pain of it, but she grins and bears it and approaches the rack.

She picks the dress out blindly. All she knows is that it's a dark red and shows more skin than she intended to show, but who really cares? She tries, though, to make herself be excited for Flash and happy for Flash and tries to make herself see that Flash is good for her, but like Allie and Bella, her Noah and Edward is still sailing her brainwaves, constantly there in the back of her mind and the most she can do is put him at bay.

It's hard when he's yelling at her, calling her horrible names and saying terrible things.

_Whore!_ he screams. _I wanted you to be happy without me, I told you to do the right thing, and you go for Flash? That idiot? The guy who will never treat you right? You go with him just so you can get some because you can't have me?_

She cringes and falls against the wall of her dressing room, silky dress slipping down her body and gently crumpling on the floor.

_You slut! You bitch! I told you to be safe and to make the right decisions, and instead you give up science, a job at Stark Expo, your innocence, and you! Your virginity! I thought you could never possibly hit rock-bottom, but it's clear now that you've dug deeper than that._

The first sob rips open her lips, furling and snarling deep in her chest and burning her throat to ashes. She feels as if she inhaled flames.

"No," she whispers, but Mental Peter's voice attacks her again.

_And don't think I'm going to help you this time. I'm done with you, Gwen Stacy. I'm not picking up Flash's leftovers. Maybe Mary Jane _is _the girl for me._

And when his voice dims away and she can finally control her tears and breathing, she understands that she needs to find a way out. She needs to leave everything before she's swallowed in and can't escape, shackled to her past and her present. Because if Peter will only be a part of her past and never her present or her future, she can't imagine life being pleasant. Or long. She hopes her daddy can forgive her for her actions someday.

At school the next day, she peeks around the edge of her locker to see Peter lean down and kiss Mary Jane. She expects it to be brief and dull, but instead Peter's arms snake around MJ's tight waist and her hands claw at his shoulders, pulling him closer, and Gwen goes slightly cross-eyed and feels like she's gunna hurl. She can see their mouth muscles contending with one another and it looks like Peter's _really _going at it and that funny feeling in her stomach is bubbling up her throat again.

She's about done looking at them when his eyes fly open but, he's still kissing MJ furiously, as if trashing her mouth is a release for some pent up anger. (But MJ's always loved a brooding guy, and it's not like Peter's violent to innocent people (because even though she doesn't want to believe it, MJ _is _innocent in this – or is she?) so Gwen doesn't worry about her friend.) Gwen halts from shutting her locker, eyes connecting with his and in that instant they turn black again, as if they died and the light ran off to someone else.

So he stares at her coldly and intensely while kissing another girl, and half of her wants to throw something at them and rip them apart and childishly call them sickos, and a quarter of her wants to run to Flash so he can make it all better, and another quarter of her just wants to run away, period. It'd just be so much easier.

(But Peter and Gwen were made for each other – they can't ever be apart – so she stays but the reason is still unknown to her.)

Flash picks her up at 7 that night, looking dapper in his suit. His tie is black because he didn't know what color her dress was – he _swears _he didn't peek at all – but the corsage he bears and the matching rose in his lapel are bursts of dark blue. She questions his choice of color (her dress and the corsage make up two colors that go together in an all too familiar way - come on, dark red and dark blue? why don't you just slap webs on her purse and call it a day?) and he says dark blue goes with anything, shrugging and smiling stupidly and it's almost like _his _stupid smile.

Swallowing a large lump in her throat, Gwen smiles mechanically and poses for pictures under her mom's request and then they're off to the school because the budgets have been low and they couldn't afford a nice place to eat because of the Lizard incident that ruined a good quarter of the school and created pricey construction to be done. Flash hopes that they'll have a nicer place for when they go to Spring Prom.

There are more pictures to be taken once they get to the school, some with Gwen's friends and some with Flash's friends (there was that one picture where she sat in between Flash and one of his cronies as they placed kisses on both of her cheeks – she nearly died of embarrassment), and then dinner is served immediately and they're seated at a table with none of Gwen's friends and all of Flash's and she's forced to sit next to Alicia Juers (bad choice). But the food's not bad, and Alicia actually is amusing to listen to as she drones on and on about the gossip of the school (apparently Michelle Ackerman did it with Grant Johnston – can you say _wow_?) and when the music starts up, the beat and the atmosphere are too intoxicating for her to fight and she gives in when Flash offers her his hand.

She's not a good dancer – trust her, she knows – but she still manages to plaster a smile to her face as she dances with Flash through the classics and One Direction and Katy Perry, but when Justin Timberlake's 'Sexy Back' tunes up, she turns and heads straight for the ladies room. (They might have sex, but she is _not _dancing sexy with him.)

And it's on her way to the bathroom when she spots them, in a corner of the gym, pressed against each other tightly and looking like neither will be coming up for air any time soon. She hopes he survives – and she doesn't.

While standing and staring, the first slow song begins and she feels just a tiny bit guilty for not being there with Flash:

_Guess mine is not the first heart broken_  
_My eyes are not the first to cry_  
_I'm not the first to know_  
_There's just no getting over you_

_You know I'm just a fool who's willing_  
_To sit around and wait for you_  
_But, baby, can't you see_  
_There's nothing else for me to do?_  
_I'm hopelessly devoted to you_

Is it weird to think that she should join in, just like the cheesy cliché musicals? (Except she follows Glee like a hawk, so she shouldn't be saying anything when she's got a stash of posters of Mark Salling in her closet.)

Her heart feels like it got run over by a bulldozer, flattened to a pulp as she watches them struggle with each other over who's the more dominant. In the back of her mind, she thinks of why he's suddenly so…dark and aggressive. All he did was handle her with love and passion and tenderness, but it looks like he's throwing a fit inside of MJ's mouth. She should feel special that he's treating MJ like trash, but MJ is her friend, and she still can't get over the fact that Peter's kissing someone that someone's _not her._

Nausea forces her to sprint as fast as her heels would let her to the bathroom where her meal comes up then goes back down as she flushes it in the toilet. Empty and exhausted, Gwen rinses her mouth out and fixes her makeup and fiddles with her hair done to perfection in a neat nest of blond curls pinned to her head like a crown sitting near the base of her neck. She looks at herself and someone else would say they see perfection, but all she sees is a disgusting, insignificant, selfish creature that's lost and alone but deserves no sympathy because this is what she gets for using a boy while loving, craving, hungering for another.

The song's not yet done when she reaches Flash again, and he gently pulls her onto the floor, holding her close and whispering "I'm glad you're my girlfriend." They rotate slowly, and she hopes the couples surrounding them are too preoccupied with each other to notice the tears that leak from between her eyelashes. When she finally looks up from Flash's now damp coat, she notices the couple in front of her.

Pretty girl in a pale pink dress that clashes impeccably with her red hair that curls down her back; a vision of radiance and magnificence that hurts Gwen to look at. Scruffy looking guy with the tousled but perfectly disheveled hair looking extremely uncomfortable yet flawless in his tuxedo. The girl's back is turned on her, and when she glances up at the boy, his eyes are suddenly boring into hers. Dark. Inexpressive.

"Peter," she whispers. The first thing she notices is how red his lips look, raw and slightly puffy from the heated kisses he exchanged with the girl he holds now. Flash stirs against her, but doesn't say anything.

And Gwen and Peter eye each other down, communicating silently though no words are really coming to mind as she looks into his eyes, until the song fades out and a new, faster one starts up. Peter and Mary Jane stay, Flash and Gwen leave.

He asks her if she's okay when they sit back down at their table. She replies that the room's just making her stuffy, so he leaves to get her something to drink. As soon as he's gone, she's scanning the crowd for Peter and MJ again, searching for the unkempt brunette towering over the fiery red-head. Gwen looks away quickly when she's sees them tongue wrestling again until Peter breaks away, a breathless, slightly disgusted look on his face and drags her away from the dance floor.

When Flash comes back, she takes the drink quickly and sucks it down, barely acknowledging the bitter taste to it that kind of says she might have just downed some alcohol. Then she wraps her arms around his neck and pulls him close because if Peter Parker has no problem with displaying his physical relations with MJ, than she doesn't either. Inhaling sharply, she slaps her lips to Flash's.

It could be hours later, but when they pull away she says not too quietly that she wants the full experience and some people beside them turn to look at her, and Peter and MJ just so happen to be two of them. (Why are they suddenly everywhere?) But Gwen doesn't see.

Flash agrees quickly because even though he's a guy who cares, he's a guy - and a teenage one, at that - so he's always, always in the mood and if a girl offers, his first instinct is to accept. They plan to meet in the hallway outside of Mr. Sanders's Chemistry room five minutes from now, just enough time for Flash to find himself a condom. The sly smile on her face she braved for Flash slips away as soon as he departs, and she finds she's shaking again. But getting with Flash is the only thing that will calm her down, unfortunately; yeah, she's that desperate.

Gwen turns for the door but stops suddenly, shaking even heavier when she sees just how close Peter is to her (and shaking at the expression on his face - he looks murderous; she wonders why), then slips past the two of them and weaves through the crowd of people for the door. If she wants her peace, she'll get it, and screw it, she doesn't care how she gets it.

The hallway is dark, the overheads being shut off and the only source of light coming from the gym, but Gwen knows these halls like the periodic table of elements and finds her way to Mr. Sanders's door in no time at all. Windows in the hallway cast orange squares on the linoleum from the streetlamps outside and Gwen stares at them and tries to think about ways of escaping this messed up life but it's too good to let go of yet, even when it's so not her and so very _wrong._

Footsteps break up her thoughts. (Flash's back with the condom. Great.) But the shadowy figure standing alone at the end of the hallway doesn't have the same frame as Flash. He's thinner, but not too thin, and maybe a bit shorter. And Flash certainly doesn't have as thick of hair as she's seeing now.

It clicks instantly, and she gasps a little, two pathetic sounds. Peter's here.

He comes towards her slowly, hands in the pockets of his pants, face still in the shadows, and Gwen's trembling not because she's scared of him, but because she's scared or what's to come. She doesn't know if she wants to hear what he has to say.

But Gwen Stacy is a strong woman; even if she's been stripped of all self-esteem, she damn well has all of her self-confidence. Standing up straighter, Gwen pushes a loose strand of hair from her eyes and frowns at him through the dark.

"Come to tell me the pros of abstinence?" she sneers, and he stops suddenly, but she plows on. "Or the cons of sex before marriage?"

He's silent and she rolls her eyes because he's just so stubborn and difficult and immature and absolutely perfect.

"I just wanted to make sure you're okay," he says so softly, so caringly, she feels like slapping him but she can't see his face so it makes trusting him harder. She laughs.

"You wanted to make sure I was okay? Why do you suddenly care if I'm okay or not now? Why not...oh, let's say 3 months ago? Or 4 months ago?"

She receives no reply.

"Okay," Gwen laughs again without humor, crossing her arms over her chest. "I see...but if you must know, I haven't been okay since last September. I haven't been right since my father died and my boyfriend...left me." Oh, shit, she didn't plan on crying tonight- "And then it got worse when I almost _died_ then almost got my boyfriend back, but didn't. And now it's just gone downhill from there. And here I am, physically tied to a guy I want to love so much but can't because I'm too selfish and too absorbed in the one that got away. I gave my time to him, but I still can't love him. I gave my kisses to him, but I still can't love him. I gave my _virginity _to him, but I still can't love him." Peter exhales sharply, and Gwen looks up at what she thinks is his face. A sarcastic smile paints over her lips and morphs her face cruelly. "At least the fucking's good-"

He doesn't give her a chance to say anything before Peter lunges, hands shooting out to grab Gwen by the shoulders and push her into the wall. His face comes out of the shadows, livid and intrepid, and gives Gwen an inch of room from her own face. Their breaths mingle together for one hot moment while she heaves for air that was scared out of her by him and he sucks in pointlessly, breathlessly, anger making his breathing erratic.

There's a dull sting in her shoulder from it hitting something, but other than that she's fine. Perfect, really, because Peter is here and holding her and not a part of her imagination. Slowly, his hands remove themselves from her shoulders and are placed above her head against the wall, cornering her in but she can't think of a better position to be in, right now.

"Flash-" she begins because she's a strong girl and will hold on to her will and stubbornness. (But if this boy comes any closer, oh, she's done.)

"Clearing things up with Mary Jane," he murmurs quickly, his lips almost a swift vibration.

The air is so hot and so thick and electricity is being injected into her by the watts with each passing second they stand like this and she doesn't think she can handle his lips being so close to hers anymore without actually _touching them-_ She belongs on his mouth in his mouth around his mouth because she wants to be his.

Flash long forgotten, Gwen opens her mouth to speak: "What're you waiting fo-?"

And his mouth is on hers. It's as easy as that.

But he's so much different this time; rough, demanding, forceful and controlling. He pries her mouth open with the quickest of moves from his soft lips, and his tongue strikes at hers like a cobra. She moans into his mouth as the familiar shape of it registers in her mind. Yes, this is surely where she belongs.

She forgets about Flash and MJ because they aren't important anymore. She has Peter and that's all she needs. And when Peter's hands slide down to pin hers to the wall above her, the same thrill of excitement and danger she got when she swung with Peter that one time courses through her, and an adrenaline rush fires up in her chest. Flames lick at her core as Peter's harsh, frantic lips move from her mouth and skim the curve of her jaw. His teeth graze the smooth skin gently, going down down down until he reaches a point on her neck that's the perfect place for his mark

And his mark she gets.

Her hips jolt up to meet his as soon as his teeth sink down on her skin. Chain reaction; he groans and presses his pelvis into hers forcefully and sucks even harder at her exposed neck. The pain somehow brings delight as his hips grind into hers and the skin under his mouth starts to swell and color, and when he's satisfied with his work, he releases her neck and glides his tongue over the coarse flesh he created. Another moan escapes her tight lips, but by this time she doesn't care. She wouldn't take this back for the world.

Peter's so new and so rough but it feels great and it feels passionate and it feels like them - just uncivil - and she's about to moan his name this time when one hand claps over her mouth, just as her eyes roll back. Peter starts another mark, teeth grazing then sinking in, and Gwen gets a little confused; it feels great but where is her say in this? She wants to _kiss _him - now.

"Peter," she tries saying through his hand, but his fingers dig into her cheeks, quieting her instantly.

"Shut. Up," he whispers between kisses peppering her neck.

And that's when she gets a little worried.

Peter may be different, but he'd never be this...controlling. Or abusive, if you want to call it that. (Because it's kinda leaning towards it.)

"Peter-" she tries again, wriggling beneath him to get his attention. This time, his head snaps up from her neck and he's staring at her so intensely. He removes his hand from her mouth and places it next to the hand holding the both of hers, coming ever closer to her.

"Is this what you want, Gwen?" he croaks at her lowly. "An emotionless way to throw yourself in the trash just to get a few moments of bliss?" He's almost panting into her mouth, and he licks his lips for a second. "Do you even care if you're treated right? Or is a good, pointless, fucking all you need?"

"Peter," Gwen blinks. "It's not like that - that's not what I meant-"

"Well, it looks like that, Gwen. And it doesn't help when half of the guys in the halls are telling stories about you going around and giving everyone a little joyride."

"Peter, I never-"

"Do you know how hard that was for me, hearing those things and trying not to believe them? But when I realized that you and Flash were real...Gwen, you nearly broke me."

His eyes swivel back and forth between hers and she wonders where the good boy had gone. What changed him? And if this is the only Peter she can have, she doesn't know if she wants him. Her Peter is far better than this one.

And then he's breathing too fast for his own good and she realizes he's about to _cry. _Her Peter is still here, he's just been hiding. Slowly, cautiously, she cranes her neck to lean forward and press her lips gently to his, but he groans and leans away, eyes hardening and teeth gnashing. A sinking feeling takes over and she knows that she's going to lose this. Maybe she should've let him go on with it, but something tells her he wouldn't have, because Peter's too _good _for that. So maybe she'll just have to go on.

"No, don't," she starts. "You can't, not after what I went through. Not after what you went through." She licks her lips in anticipation, coming as close as possible to him. His heavy breathing ceases when her mouth is close enough for him to poke his tongue out and taste. She could kiss him now, and he might kiss back, but she doesn't because she's good too. But a kiss that is never tasted is forever and ever wasted.1

"You want me to finish?" he whispers, his voice almost getting lost in the deserted hallway. Peter's hand comes up for his fingers to graze her cheek, and the old Gwen might have leaned into them and smiled at him gently. But she's not really her anymore and she wants something, so she grabs his fingers and brings them to her waist. They instantly curl around the silky fabric of her dress.

"Yes – I mean – no, not like this. I want you _completely_ and to _stay _and to be with _me_ again. But if all I'm going to get from you is tonight, then…I'll take it."

Her fingers grapples around to grab his other hand and place it on her waist, and she presses against him deliberately. Peter stares at her with his eyes half closed, impossible to read, but shining in the weak lighting from the street outside. His face maybe falls a bit, but he backs her up against the wall anyway, not saying anything so she doesn't say anything either.

He looks a little dead.

"You really want me that badly that you'll take whatever you can get?"

"You don't know the effect you have on...It's not that simple."

His eyes flash and open wide, staring her down so fiercely that a small part of her cowers, but she doesn't even blink and stares right back. And with a groan so soft she's not sure if it was real or not, Peter presses forward, attacking her lips with rushed, hot, open-mouthed kisses and she's recovering from shock and her eyes are rolling into the back of her head and she can't help thinking that _yes, yes._

Gwen's hands tangle into his hair, tugging, pulling, but carrying him closer and closer, pushing him farther and farther, bringing him deeper and deeper. She feels him hard against the inside of her thigh and that's when she really assesses everything; this is happening. But why does it not feel right?

Oh, she knows why.

But it doesn't matter because Peter would never go back on her father's words anyway, even if they were in different situations, so she might as well enjoy it.

Peter's lips pass her mouth again, sticking to the trail they created earlier as they travel down her throat. He kisses his mark gently and Gwen sighs, then he lifts his head to look at her.

"You're always on my mind," he pants lightly. "I may not have you, but you're still my everything. But tonight…tonight you're mine."

And Gwen swears she might have just exploded right then and there at his words because she can't feel anything anymore and the only things supporting her from collapsing are Peter's hands and her heart's just as irregular as his breathing and her insides have twisted into a giant pretzel, because she's young and in love, and that's what young love does to you. A promise has been made for tonight: they'll have each other (because they're in love and anything else won't do), but then they'll forget because what they're doing is illegal because the world doesn't seem to want them together.

(But little do they know that Peter and Gwen were made for each other, and the world wants them together more than anything; it's just their stupid teenage pride getting in the way.)

And the unfairness of it brings small tears to her eyes and she gives a soft whimper, his lips a mere inch hovering over hers, and looks up at him pleadingly. "I love you."

She doesn't know what came over her, but all she knows is that something switched inside of him and he's holding her differently and looking at her differently and he's pulling away and she thinks he's leaving again, but this time, he pulls her with him.

"I know," he says softly, the first smile appearing on his lips in a long time as he secures her to him with his arms. "I love you, too."

And it's the first time he's said it and Gwen can't believe that they've come this far this fast. But it's okay with her. Peter tugs her closer (if that's even possible) and holds her like that as he guides her down the hallway and back into the gym. (He told her he wanted her to have as nice of a night he could give her - and that included finishing the dance.) Panic rushes through her as she thinks of Flash – and Mary Jane – but when everyone's awkward, pointed looks at them (and the marks on her neck) lead them to the middle of the gym, she drops the feeling as well as her jaw.

A small clearing has been made for MJ and Flash as the two hold themselves in positions similar to the ones Peter and MJ were holding themselves not so long ago. It explains the awkward looks. Another Grease song strikes up, one Gwen's always been fond of but the reason was always unsure.

_There are worse things I could do_  
_Than go with a boy or two_  
_Even though the neighborhood thinks I'm trashy_  
_And no good_  
_I suppose it could be true_  
_But there are worse things I could do_

Someone in the large crowd of people coughs loudly, and MJ and Flash jump apart, faces flushed and warped slightly. They look embarrassedly around, not looking at anyone for more than a second, but when both of their eyes land on Gwen and Peter's arm wrapped around her, they freeze.

There's a moment of orderly silence – everyone knows of Peter's and Flash's rivalry, and Gwen's and Mary Jane's friendship. So what's going to happen? A fight? A verbal battle? Will people be taking sides? And who will ask for forgiveness? But it's very clear that MJ and Flash are the 'It' couple, almost made for each other as much as Gwen and Peter are made for each other; it's also very clear that the Parker kid was never over Gwen Stacy, even if he did break up with her, and Gwen's so devoted to him that it's hard picturing her with anyone else because everyone has to admit that Parker and Stacy together are like those last two puzzle pieces.

Necessary and completing.

But still it comes as a tidal wave of shock when Flash hooks his arm around MJ's waist and gives Peter a quick nod and Gwen a small, apologetic smile, and Peter tightens his grip on Gwen and offers a shy half smile towards MJ who accepts it and passes it on to Gwen. Gwen smiles back. They understand, just like everyone else. Everybody winds up kissing the wrong person goodnight.2

The tension dissipates and students start ambling onto the dance floor again. Flash and MJ run off somewhere and Peter and Gwen stay there silently, mulling over everything and probably pinching themselves to make sure this is real. Then Peter gently pulls Gwen in front of him and holds her close and spins on the spot because this is tonight and for tonight it's them.

_I could hurt someone like me_  
_Out of spite or jealousy_  
_I don't steal and I don't lie_  
_But I can feel and I cry_  
_A fact I'll bet you never knew_

_But to cry in front of you,_  
_That's the worst thing I could do_

(The whole time she couldn't tell if his smiles were genuine or not.)

They leave the dance before most, hailing down a taxi and climbing in quickly because the air is _so cold. _Peter throws her address at the cabbie and sits back, turning his head to look at her. It's a little uncomfortable and it takes her a while to summon enough courage to look back at him because she doesn't know what will happen now or later or (here comes the shaking) in the morning.

She sits quietly, wondering if she should reach out and grab his hand or move away from him because it won't help her at all. Tonight is the night to live and then grieve and move on and grow up. Peter is her past and Gwen's never been one to dwell over that. (Yeah, just look at how nicely she got over her father's death – and _him!_ And in such short time!)

By the time the cab pulls up in front of, she's gathering her dress in her fist and twisting it into knots and she knows her mother will be horrified and will ask just _how on earth_ she got her dress to be like that, but Gwen could care less because this is awkward and this is sad and pathetic; they shouldn't have to resign to this, this should come naturally and without planning or compromising because he's the king of being spontaneous.

But the raging desire inside of her shuts those thoughts up because it wants something, and complaining and whining and wishing for spontaneous love-making because the both of them want to won't solve anything.

Damn it, though; she just loves him too much! So in the deserted lobby, she throws her arm out in front of him before he can reach the elevator – ignoring the animalistic side of her growling in protest – and takes his hand to get him to face her.

"Peter, we don't…I was being stupid and selfish. Maybe you should just – just go home."

And he looks at her so fiercely again that she's pretty sure she's burning on the inside and the animal side is rearing in anticipation but Gwen's a strong woman and holds her ground and stays true to her resolve. This is just unfair to the both of them; if they do this, they'll hurt even worse than they did before.

"I'm not doing this just for you."

"Well then, what _are _you doing it for?"

His eyes have probably lit her dress on fire now.

"I'm doing it for us."

She stumbles back on her heels but he catches her in time, face falling into one of extreme pain. He opens his mouth to talk but nothing comes out and he sits there gaping at her for a brief minute, jaw closing and opening as he struggles to talk coherently. She hopes whatever he has to say is good.

"Gwen, I can't – anymore, I can't…we…god, I need you. I'm sorry, _I'm sorry_ that I – I wasn't there and then I kissed you and…ignored you." He gulps and her lips start quivering into a frown. A promise has been made tonight, but it's about to be broken. Because Peter and Gwen are made for each other – and to keep them apart is to kill love and take the joy from the world.

"But I said it before, you're my _everything_-" His deep metrical composition touches her heart so forcefully she gives a soft cry, even if it _is _one of the cheesiest things she's ever heard. He's awkward and far from charismatic, but he radiates a chemistry that only she can match so by that, they get each other. "And this will be hard, and we're going to have to work really hard. I guess that's why I was avoiding it in the first place…but it's worth it – you…you're worth it. It's what I want and – and it's what you want, and I'm just sorry I didn't give it to you earlier."

And he says it in her lobby, the most unromantic place in the world, the most unimportant, but suddenly it is because he said it _in her lobby_ and above all, _he said it_. Peter Parker wants her back, and he came back apologizing – not crawling, but that's okay with her – and he came back wanting her _so much_ and now they don't have to worry about what happens after and the hurt they'd have to endure when he would wake up before her and leave and she would wake up later and he wouldn't be there. Peter Parker wants her back, and that's all that matters.

The groan she releases is her war-cry, the start of the perennial battle between the two of them: push against pull to see who can bring the other closer, grip over grasp to see who can hold the other tighter, heave over huff to see who can kiss the other longer. And he strikes back immediately, all plans of action forgotten because they skipped the negotiations. They're done making promises:

This. Means. _War._

But not here. The battle grounds are far from proper – unless they'd like to play dirty and scare the neighbors while they're at it. (Literally.) So she retreats, drawing her weapons and her aids with her, and wheezes out her demand all while trying to manage light-headedness:

"Upstairs."

Oh, upstairs. The possibilities.

The elevator doesn't come fast enough for the two of them, that hunk of junk piece of metal, so she takes his hand firmly and bursts through the exit and into the stair room. Twenty flights to go, but it doesn't seem to faze him. With a wild look, he hooks her arms around his neck and lifts her from the ground, letting her wriggle her way onto his back with surprising agility and ease.

"You better hold on tight, spider-monkey."

Remember: they're young and in love and teenagers – stupid, emotionally controversial teenagers – who have been to hell and back within hours plus, and never find as much peace as they do when they're with each other. So she throws her head back and laughs because _she's _the one who told him to watch Twilight in the first place. But Edward's quote fits, and it's perfect for _him._

And the stairs rush past her as he hops a couple and sprints up a couple and skips a whole flight with a flick of his wrist and a flash of a biocable, and she's quickly growing impatient and because _this is their night, dammit_, but patience is only love waiting. And absence - or waiting in this case - makes the heart grow fonder.

(Except that's ridiculous because she's pretty sure she has no other love to spare to anyone because it's been taken hostage by him.)

He might have broken her front door - maybe - because she can't remember if her mom said she'd leave it unlocked or not when her and the boys would leave for Grandma's. (Gwen's mother is under the impression that she's staying at Mary Jane's; oh, Helen, never trust a teenager on her school dance night.) Which is a good thing because they'd have a lot of explaining to do if Gwen's mother was sitting at the kitchen table when the two of them busted in.

Peter drops her once they're inside and she falls to her butt and he laughs openly (and very loudly) at her expression, and the crazy thing is she can't help but laugh back. It dawns on her after they've had a laughing fit together and are currently raiding her father's old booze freezer that maybe they're a little drunk but were too serious to notice it before. That would explain all of his cheesy lines and her highly inappropriate behavior for the night.

But they're teenagers; does it have to be repeated again?

She eventually kicks off her heels and climbs onto the couch and starts jumping - on her mother's $7,000 couch - and he watches her with wide eyes from the chair across from her, his - second, third, _fourth _glass of tequila mixed with Kool-Aid (a creation made by Gwen) in hand. She's already downed her share.

This is their night to be young, wild, and free and themselves and with each other, but they both know that more of those are to come, now, and when the alcohol dissolves somewhat, the break is over, and the battle starts again. They end a laughing fit in silence - heavy, anticipated, heart-in-your-throat silence that scares and thrills you at the same time. She'd stay like that forever if he wasn't so addictive. Then the plans of attack start forming, and she meets his steady yet wobbly gaze and graces him with a soft smile.

It hits the breaking point, the silence boiling over into tiny explosions as they move towards each other at the same time, meeting in the middle and hovering over each other like a fly does to a web; teasing and intense and with a certain ulterior motive that drives the other insane with desire and lust. Their plans of attack match each other's, but it's soon clear that he gets the upper hand.

His hand swipes the loose hairs from her eyes, smoothing them back into her perfect updo which they both know will be destroyed within a matter of minutes. Her eyes close as the calloused skin touches her so gently, and she idly wonders why his hands are so rough when he always wears gloves. There's a brief meeting of eyes before she leans into him, her head resting on his shoulder, and her heart does a little flip and ricochets around a bit. His lips touch her hair, grazing the blonde strands with a sort of reverence only reserved for ones that are loved with the utmost unbridled passion, then slip down to the skin behind her ear and start his cautious exploration into enemy territory. Her breath comes out in a sharp puff as soon as he works his way down, nose gliding along her exposed neck. She holds on to his shoulders firmly to keep herself stable before she collapses with the zealous impatience of his kisses that leave her so warm and wanting more more more.

But as she grows accustomed to his lips leaving trails up and down her throat (and sometimes on her shoulders-), her breath levels and her heart rate levels and it's her move, now: the belt. Fingers tapping down his front, they finally find their destination, and ignoring his sharp intake of breath and the way his lips suddenly drove into her skin, she pulls it loose and snakes it out of the loops. He's so thin, they almost fall off him right then and there as they kneel on the ground, but Gwen supposes it must be that ass of his that keeps them on.

"Gwen," he says against her neck, but she shushes him.

"You're my everything, too."

He groans and then suddenly he's all over her neck, matching the fervor he had back in the hallway and there goes her breathing again. But her fingers don't fumble when they unbutton his pants and slowly slide the zipper down.

If she didn't notice him before, she does now.

He breaks away from her neck to look down between their two bodies, then back up with an expression that says he's _really _sorry, but doesn't quite know how to say it. She giggles and smiles and yanks his neck down so he can kiss her and she feels oddly buoyant and weightless because _she _did that to him.

Her fingers slide into the sides of his pants and she gently pushes them down and past his hips until they fall to the ground in a crumpled pile around his knees. She feels him bite his lip against her mouth and almost laughs again at how insecure he is; he shouldn't be, though. (Has he even _seen _his body lately?)

"My turn," he breathes when she ducks away from him, sly smile forming as her next move does, too. She closes her eyes and inhales deeply.

"You'll have to catch me first."

His eyes fly open, but she's already out of his arms and across the living room, scooping up his shoes, heading for the hallway and waving his belt behind her. There's a loud crash that tells her he probably fell when trying to get up due to the pants around his knees, followed by the sound of some scuttling of socked feet slipping on polished wood floors. Their hallway is long and Gwen's halfway down it when he emerges into it. She turns around to look back at him and wave his shoes at him, and he gets this playful look on his face before taking a running leap onto the wall and crawling along it faster than him running would be.

Gwen gives a shriek and tosses one of his shoes at him, scrambling to find the door to her room before he catches her, all while laughing hysterically at the sight of him in his briefs with his dress shirt untucked and his socks still on because he practically screams DORK, but with a side of sexy and suaveness. He crawls onto the ceiling and drops in front of her once she's backed against her bedroom door, smiling grimly as if asking for an apology. She just smirks back, looking up at him playfully through her eyelashes until a laugh bubbles up.

"You know, you kind of looked like Tom Cruise from 'Risky Business' for a minute there."

"That's what I was aiming for," he chuckles, leaning in to press her even further against the door while his hand searches for the doorknob. He grabs her waist and flings the door open when he finds it, and they stumble in awkwardly, laughing at themselves with their smiles so wide and their lips so frantic on each other's.

And they kiss and they kiss and they kiss until it's too much and the tension is too big and the room is too warm and filled with too much electricity. He places a hot, open-mouthed kiss in the dip between her collarbone, his teeth grazing and his lips sucking, and pushes down the thick straps to her dress.

"This dress nearly murdered me," he mutters sluggishly once his lips are back on hers and prying them open. Her tongue darts out to meet his in a caged fight, refusing to back down until he moans and gives in and grants her entrance.

"Sorry," she breathes back. "But I'm glad you like it."

He makes a noise in the back of his throat that sounds like a laugh cut off and swallowed by her, and she grins against his mouth.

After a few seconds of floundering - and growling - Peter takes a hold of the zipper and pulls it down, all the way _down._ And that's when things become serious again for the two of them, and they both release each other's mouths to look at the other clearly. Like his pants, her dress falls the ground slickly and crumples at her feet and she steps out of it quickly and kicks it unceremoniously to the side. His eyes let go of hers to look down (thank you dress for built-in support - no need for hard bra clasps to handle), and after a quick moment he looks back up at her gradually, smiling nervously with that cute pout of his. She smiles back and guides his hands to her hips to help push down the lacy pair of underwear she snatched from her drawer this morning and she can feel his fingers shaking greatly.

"You and me, Pete," she whispers, pressing her lips to his forcefully, but tenderly. He sighs so softly and brings her closer, backing her up until her calves hit the bed and they tumble onto it, sucking in breaths excitedly and crushing their lips together again.

The battle rages on.

Her neck and collarbone is worshiped by his mouth, her breasts peppered with a million tiny kisses; he massages her legs as he uses his lips to sign his name into the flesh of her stomach. She runs her hands up and down his back, sometimes stopping at his arms to squeeze and dig her nails into his biceps, especially when he kisses a _there, there_ spot, and sometimes she squeezes him a little lower. Her fingers tangle into his hair many, many times (he's never had as many knots in his hair as he does now) and it's well past more than once that her bare hips come up to slap against his bare hips because he has long since removed his shirt, his socks, and his boxer briefs.

And when his fingers come _oh, so close_ to her center, the fire in her core burns so powerfully, so hotly, so fiercely, she cries out and a tear leaks from her eye and she demands that he skip that (because she's never been one for _that_ kind of foreplay - the original thing is just fine with her) and get inside of her _right now_.

And with a moan as soft as his touches, he hovers above her, just high enough where skin barely brushes skin, and kisses her passionately one last time, and she can't help but think how happy she is it's not Flash over her, it's Peter. Because you can't help who you love, you're not supposed to.3

And then he's near, right on the outskirts begging to come in and she kisses his neck and nods against his chest and then he's there and she's already seeing spots and the flames are getting higher and _oh-_ She throws her head back because it feels so good, _he _feels so good, so perfect. He's shuddering and his arms are trembling and if she didn't know it's all because of ecstasy she might've thought he was having a seizure, it's that powerful.

They're no virgins to sex, but they are virgins to love-making, and the reality of it crashes on them as their physical bliss crashes on them and it tangles together just like their breathing: hot, passionate, love.

And when they empty and they come down from their high, they lie on their stomachs next to each other, smiling softly like maniacs and drinking each other in deeply, as if the both of them could never get enough. She reaches a weak hand up to trace a heart in the deep valley between his strong shoulder blades, and he almost purrs at her touch. Is it possible to want more already?

"What are you thinking about?" she whispers, and he reaches his hand up to stroke her cheek. She flushes at his touch, but leans in to it anyway.

"You really want to know?"

A quick nod.

"Everything."

Unfortunately, Peter's got a curfew - the strictest one his aunt has ever enforced on him, and of course he has his nightly rounds and duties - but Gwen nearly dies when he slides away from her and pulls on his pants and throws on his shirt, so she asks him if he can come with; she'd absolutely love to meet his aunt.

Gaping at her with a smile so big it _has_ to hurt his cheeks, he nods and glances at the clock, telling her Aunt May's probably still awake. They might have a little explaining to do when his aunt sees that he left with one girl and came back with another, but Peter's talked to his aunt about Gwen before and if there's one thing his aunt will do is understand.

Gwen pins her hair up again and slides her dress on and Peter zips her up, lightly kissing the back of her neck, then drags her over to the window once she's got her coat and her shoes - and her purse, can't forget her purse (they have appearances to keep up) - and then they're falling off of her fire escape and she's screaming and he's laughing and screaming with her because it's _twenty stories_.

At Peter's, his aunt opens the door with her robe tied tight around her and her hair in a messy bun, gaping at the two of them with such curiosity and amazement, but a quick look from Peter signals her that this is what it is and how it's going to be, and although her first instinct is to scold him for meddling in love triangles, she smiles warmly and beckons them in because it's _so cold._

They laugh, they talk, they eat pie, and they play scrabble well into the night and it's not until 3 when Aunt May looks at the clock and gasps.

"Gwen, you need to be home!"

They don't argue because it is a little weird trying to be normal with Aunt May after that mind-blowing experience – and a little awkward – so Peter calls a cab and helps Gwen get into it reluctantly. They don't kiss or hug because his aunt's watching and they still have some explaining to do because Aunt May was nice enough not to pry, but they hold eyes for a while, both clearly not outside in the cold and in a warm bedroom where their trembling isn't from goose bumps. Gwen bites her lips together, fighting down a smile, because she knows she'll see him tomorrow. And the next day, and the next day.

And as time progressed, they fought – a lot – mostly about her safety, his safety, and the imminent probability that someone would find out Peter's Spider-Man and would make the connection. They separated again because Gwen couldn't take it anymore; the lonely nights of endless worrying when things were terrible out on the streets and he wouldn't stop by her small dorm room until 4 in the morning just became unbearable, and he would always be irritated, sleep deprived, and emotionally drained. So she shoved him back out the window and slammed the window shut, almost waking her roommate.

It was only a matter of hours before she burst into his dorm room just as he was getting ready to go try and get her back.

"They didn't agree on much. In fact, they didn't agree on anything. They fought all the time and challenged each other every day. But despite their differences, they had one important thing in common. They were crazy about each other."4

They nearly kill each other each and every day with their worrying and their arguing and their very large and painful past.

But it doesn't matter that both of them broke each other's hearts and gave themselves away to the wrong people, because those things were only the consequences of them desperate and hungry for each other. But they've learned their lesson now. Her being the unreachable girl he can't have and him being the one that got away just doesn't work for them; so they're tied together, by some unnatural universal force because anything else is strictly immoral and wrong and _not right_. He needs to be the boy who sneaks in through her bedroom window, because she doesn't want anyone else to and she needs _him _to. And he needs to sneak in through her bedroom window, too.

Because she's his everything, and without her, he'd be nothing.

* * *

**And this further proves that Gwen and Peter were made for each other because Mary Jane is a skank and-**

**Okay, anyway. Thanks for your patience. I'm working on the next chapter for NMFTTH. Update probably won't be for at least another week so I'm going to ask you guys to wait. Please. Thank you. And this has nothing to do with Twilight; I'm simply putting in allusions and making comparisons. I am not basing any of this plot off of Twilight or The Notebook, I was just using adding fluff and other stuff to detail the plot and have it relate to people more.**

**Any questions or comments? Don't be afraid to ask.**

**Enjoy-**

**my love addiction**

**_1st Quote: by Billie Holiday_**  
**_2nd Quote: by Andy Warhol__  
__3rd Quote: by Unknown  
4__th__ Quote: by Nicholas Sparks, The Notebook_**

**p.s. Peter lost his virginity to Mary Jane. (YEAH I KNOW, RIGHT? (but why am I even saying this when I made that up myself?))**


End file.
